I have a small piece in 109th edition of the e-Magazine from ICSI Mysore Chapter “Shareholders’ duty of to ask” I am thankful to my friends Ms. K Sarina Chouta Harish and Mr. Dattatri H M who made great afforts for editorial inputs. Here is full piece:
We are living in an era of corporate governance but who is really interested in it! All efforts by the corporate governance are directed at bringing more transparency to the stakeholders for enabling their participation in decision-making process. If that be the case on one hand, on the other, the age-old concept of fiduciary relationship of board of directors, our law and law enforcement agencies render protection to the right of the board of directors to maintain complete secrecy of its decision-making. I am afraid; something is wrongly settled as law. There has to be a reality check…..
Posted in CorpGov, Governance and Responsibility
Tagged Company Law, CorpGov, CorpLaw, Corporate Governance, Corporate Law, India, Investor activism, MCA21, Members and Shareholders, Reforms, Shareholders’ right to information, Whistle blower
(UPDATE: on 30th August 2013: Companies Bill became the Companies Act, 2013 (Act 18 of 2013). This post Updated Accordingly).
The Companies Law is one of the most important and comprehensive legislation after the Constitution of the Nation. This directly indirectly affects all citizens. This bill has 470 Sections and 7 Schedules. This bill provides basis and flexible framework. The Bill has leaved so many matters for subordinate legislation; rules, regulation, circulars etc.
This is very clear this time that there are remarkable scope for professionals, practicing professionals particularly Company Secretaries in practice. We will know real position when all rules and regulations notified after passing and notification of present bill as an Act.
Presently we may discuss, role of Company Secretaries under Companies Bill, 2012 as it is the Companies Act, 2013.
Posted in Companies Act 2013, Company Secretary, Governance and Responsibility
Tagged Accounts, Annual Report, Auditor, Boards’ Report, Companies Bill 2012, Company Secretaries in Practice, CorpLaw, ICSI, Profession, Secretarial Audit, Whistle blower
Law gives legal status to Company Secretary but not business feasibility for the appointment of a Company Secretary in employment of an organisation. Business feasibility could be measured in term of value addition to the organisation not legal addition to the organisation. The value addition may be in form of increased profitability, wealth creation or confidence building among its stakeholders. These stakeholders measure success not in financial terms but through confidence towards an organisation amongst them.
We have completed many stages; clerk, manager, general manager, decision maker, managerial personal, Key managerial personnel and next step the conscience keeper. Every height we gain always stands on a solid foundation of a concrete mix customised for individual need. So we need to look into basic foundation of our profession. The litmus test to judge strength of basic foundation of any profession is not its education, crowd of its student, number of its members, this and that legal recognition, written ethical value codes and International codifications but confidence put by its real paymaster, the stakeholders.
In India, Company Secretary is a ‘more legal than finance’ profession under administrative control of Ministry of Corporate Affairs. The profession represents middle class of professions against Doctors, Lawyers and Public Accountants. Naturally, among its practitioners, there is a natural thrust to improve and update and not expertise in some particular fields. Same time, majority of its members represent economic middle class of society, where education is over emphasized constituent of life. Alas! Indian education system is not an education system at all but a degree distribution system, where we want to distribute degree to all and sundry without actually educating them. This is whole scenario, I want to discuss in detail here.
Posted in Company Secretary, Governance and Responsibility, Institute of Company Secretaries of India - ICSI, Truth of Our Time
Tagged Bar council of India, Chartered Accountants, Crime, Education, Education System, Form 32, ICSI, India, Law Degree, LL.B., Profession, Professionals, Rule of Legal Education 2008, Whistle blower
Bipin S. Acharya
After a long weekend, when I come back to work, my mail folders dedicated for peer group read more than 150 mails. What happened? It would have been an eventless week as government is on election mode and no major policy change was expected. Unfortunately, there was very sad news. On 28th January 2012, our beloved Company Secretary Sh. Bipin S. Acharya has left for heavenly abode. According to Hindu calendar, that was day of Basant Panchmi, the first day of spring. This is a day of cultural significance and dedicated to goddess Saraswati of knowledge and wisdom. Naturally, god has no other suitable day as an option to call a practising scholar like him.
Posted in Company Secretary, Institute of Company Secretaries of India - ICSI, Secretarial Audit, Secretarial Standards, Truth of Our Time
Tagged Bipin Acharya, Companies Act, Company Secretaries, Corporate, Death, ICSI, India, Indian Companies Act, Institute of Company Secretaries of India, Ministry of corporate affairs, Practising Company Secretary, Profession, Reforms, Secretarial Audit, Whistle blower
The minister of corporate affairs Mr. Veerappa Moily on 12th December 2011 moved 3 bills namely; the Chartered Accountants (Amendment) Bill, 2010, the Cost and Works Accountants (Amendment) Bill, 2010 and the Company Secretaries (Amendment) Bill, 2010
These bills were to amend sub-section (2) of Section 2 of three Acts namely the Chartered Accountant Act, 1949, the Cost and Works Accountants Act, 1959 and the Company Secretaries Act, 1980.
Posted in Company Secretary, Institute of Company Secretaries of India - ICSI, Truth of Our Time
Tagged Act, Amendment, Bill, Black Money, Chartered Accountants, Company, Company Secretaries, corruption, Cost Accountants, Cost and Works Accountants, Democracy, ICSI, India, India against corruption, Indian Companies Act, Limited Liability Partnership, Ministry of corporate affairs, Parliament, Profession, Professional, Rajya Sabha, Service Sector, Surrogate Firms, Whistle blower
Whistle blowing is a very hazardous job in this planet. This is particularly true for India. Here, whistle blowing is a prima-facie crime due to vast acceptance of corruption amongst above poverty line (APL) class.